Piedmont Community Bank Holdings, Inc.Merger Agreement • April 30th, 2014 • YADKIN FINANCIAL Corp • State commercial banks
On January 27, 2014 Piedmont Community Bank Holdings, Inc. (“Piedmont”), Yadkin Financial Corporation (“Yadkin”) and VantageSouth Bancshares, Inc. (“VantageSouth”) entered into an Agreement and Plan of Merger (which we refer to as the “Merger Agreement”) pursuant to which (i) Piedmont will be merged with and into Yadkin (which we refer to as the “Piedmont Merger”), with Yadkin continuing as the surviving corporation, and (ii) VantageSouth will be merged with and into Yadkin (which we refer to as the “VantageSouth Merger”), with Yadkin continuing as the surviving corporation. The Piedmont Merger and the VantageSouth Merger are referred to, collectively, as the “Mergers”. Immediately following the completion of the Mergers, VantageSouth Bank, a wholly-owned banking subsidiary of VantageSouth, will merge with and into Yadkin Bank, Yadkin’s wholly-owned banking subsidiary, with Yadkin Bank continuing as the surviving bank. The Merger Agreement was amended on April 22, 2014 to clarify terms
